Mergers & Acquisitions (M&A)

An acquisition in Vietnam involves more than price and terms. Regulatory approvals, foreign ownership limits, land use rights, labour obligations and undisclosed tax exposure all shape what the buyer actually receives at completion.

Wise Counsel advises buyers and sellers on share and asset acquisitions in Vietnam, from structuring and due diligence through negotiation, approvals and post-completion integration.

What we help with

• Advising on deal structure — share purchase, asset purchase or capital contribution
• Legal due diligence on the target, including licences, contracts, labour, land and litigation
• Advising on merger control filings and investment approval requirements
• Drafting and negotiating term sheets, share purchase agreements and shareholders' agreements
• Structuring price adjustment, escrow, earn-out and warranty protection
• Managing conditions precedent and the completion process
• Post-completion registration of ownership changes and licence amendments
• Advising on integration issues, including employee transfer and contract novation

Due diligence is not a formality — it is where the price is really negotiated. We report findings in terms of commercial consequence, not just legal risk.